boohoo group plc CEO Growth Share Plan Update and Grant of Option (3058F)
July 12 2019 - 2:00AM
UK Regulatory
TIDMBOO
RNS Number : 3058F
boohoo group plc
12 July 2019
For Immediate Release 12 July 2019
boohoo group plc
("boohoo" or the "Company" and together with its subsidiaries
the "Group" or "boohoo group")
CEO Growth Share Plan Update and Grant of Option
boohoo group plc (AIM: BOO), a leading online fashion group,
announces that John Lyttle, Chief Executive Officer, has subscribed
for 195 A ordinary shares of 1 pence each ("A Ordinary Shares") in
boohoo holdings limited, an intermediary holding company of the
Group, as part of a Growth Share Plan ("the Plan") initially
disclosed to the market on 17 September 2018.
John has also been granted a further share option award ("the
CSA") in line with the previous disclosure in the annual report and
accounts. The CSA takes the form of a nil cost option over 357,446
ordinary shares of 1 pence each in boohoo group plc (valued at
GBP637,326, based on the closing price of the Company's shares on
14 March 2019) and is granted as part of his compensation award for
the loss of short and long-term incentive awards which lapsed on
leaving his previous employment. This award will only vest if John
remains as CEO up to 15 March 2020.
Plan summary
As previously announced the value of the award under the Plan is
directly linked to the creation of significant growth in
shareholder value as set out below:
-- The value of the award will be determined by the compound
annual growth rate ("CAGR") in market capitalisation of the Group
over the five year period starting on the date John joined as CEO,
15 March 2019 ("the Period").
-- The CAGR will be calculated using a base market
capitalisation of GBP2.037bn, being the market capitalisation on
the date of the announcement on 17 September 2018 that John would
be joining the Group.
-- The value of the award under the Plan is capped at GBP50m of
gross value before tax in the event of achieving CAGR of at least
23% at the end of the Period. CAGR of less than 10% yields nil
value.
-- The Plan provides for adjustments to be made for increases in
market capitalisation arising from corporate events, such as the
issue of shares for acquisitions, so that the benefits derived from
the Plan only arise from organic growth and the Plan also provides
clawback provisions which allow repayment in defined
circumstances.
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name John Lyttle
------------------------------ -----------------------------------------------------------------------
2 Reason for the notification
-------------------------------------------------------------------------------------------------------
a) Position/status Chief Executive Officer
------------------------------ -----------------------------------------------------------------------
b) Initial notification Initial notification
/Amendment
------------------------------ -----------------------------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-------------------------------------------------------------------------------------------------------
a) Name
* boohoo holdings limited
* boohoo group plc
------------------------------ -----------------------------------------------------------------------
b) LEI
* n/a
* 213800SZF3KFCECWY243
------------------------------ -----------------------------------------------------------------------
4 Details of the transaction(s): section to be repeated
for (i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
-------------------------------------------------------------------------------------------------------
a) Description of the
financial instrument, * A ordinary shares of 1p in boohoo holdings limited
type of instrument under the Plan
* Option in ordinary shares of 1p in boohoo group plc
under the CSA
Identification code ISIN: JE00BG6L7297
b) Nature of the transaction
* Subscription of shares as part of the Plan
* Grant of Conditional Share Option as part of the CSA
------------------------------ -----------------------------------------------------------------------
c) Price(s) and volume(s)
------------------------- ----------------------------------------
Price(s) Volume(s)
------------------------- ----------------------------------------
- 357,466 ordinary
shares in boohoo
group plc pursuant
to the CSA
------------------------- ----------------------------------------
GBP250,000 195 A ordinary
shares in boohoo
holdings limited
pursuant to the
Plan
------------------------- ----------------------------------------
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction
* 11 July 2019
* 11 July 2019
------------------------------ -----------------------------------------------------------------------
f) Place of the transaction
* Off market
* Off market
------------------------------ -----------------------------------------------------------------------
Enquiries
boohoo group plc
Neil Catto, Chief Financial Officer Tel: +44 (0)161 233 2050
Alistair Davies, Investor Relations Tel: +44 (0)161 233 2050
Clara Melia, Investor Relations Tel: +44 (0)20 3289 5520
Zeus Capital - Nominated adviser and
joint broker
Nick Cowles/Andrew Jones (Corporate Tel: +44 (0)161 831 1512
Finance)
John Goold/Benjamin Robertson (Corporate Tel: +44 (0)20 3829 5000
Broking)
Jefferies Hoare Govett - Joint broker
Philip Noblet/ Max Jones Tel: +44 (0)20 7029 8000
Buchanan - Financial PR adviser boohoo@buchanan.uk.com
Richard Oldworth/ Sophie Wills/ Maddie Tel: +44 (0)20 7466 5000
Seacombe
About boohoo group plc
"Leading the fashion eCommerce market"
Founded in Manchester in 2006, boohoo is an inclusive and
innovative brand targeting young, value-orientated customers. For
13 years, boohoo has been pushing boundaries to bring its customers
up-to-date and inspirational fashion, 24/7. boohoo has grown
rapidly in the UK and internationally, expanding its offering with
range extensions into menswear, through boohooMAN.
In early 2017 the group extended its customer offering through
the acquisitions of the vibrant fashion brand PrettyLittleThing,
and free-thinking brand Nasty Gal and in March 2019 acquired the
Miss Pap brand. United by a shared customer value proposition, our
brands design, source, market and sell great quality clothes, shoes
and accessories at unbeatable prices. This investment proposition
has helped us grow from a single brand, into a major multi-brand
online retailer, leading the fashion eCommerce market for 16 to
30-year-olds around the world. As at 28(th) February 2019, the
boohoo group had around 13 million active customer accounts across
all its brands around the world.
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END
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